Thailand

Starting a Business in

Thailand

Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Thailand. It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income.

This information was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 185 economies. The most recent round of data collection was completed in June 2012.

Compare Thailand to 184 other economies.

  • Standardized Company

  • Legal Form: Private Limited Liability Company
  • Paid in Minimum Capital Requirement: THB 4
  • City: Bangkok

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No. Procedure Time to Complete Associated Costs
1 Apply for permission to use company name

Promoters can search and reserve a company name on the Department of Business Development’s Web site ( www.thairegistration.com or www.dbd.go.th). Otherwise, they can apply for a name reservation in person at the Department’s Registrar.
2 days no charge or THB20 for applying application to the Registrar at the Department of Business Development ("DBD")
2 Deposit paid-in capital in a bank

Once the company gets approval for the memorandum and the articles of association, it must hold a statutory meeting, and shareholders must pay in at least 25% of the registered capital.
1 day no charge
3 Obtain a corporate seal

According to Thai law, a company is not required to have a corporate seal except for affixation on company share certificates. In practice, however, a Thai company usually affixes its corporate seal to other documents. The cost of such seal is normally THB 400, and it can be ordered and purchased via private stationeries. For information, this is a rubber stamp.
4 days THB 400
4 Get approval for memorandum of association, apply to register the company as a legal entity (final registration) and also submit company work regulations

In October, 2010, the Department of Business Development has opened its one-stop shop: the Single Point Service Center. The Single Point Service Center processes applications which were previously undertaken by 3 different government agencies. Registering new companies with the Department of Business Development applying for a taxpayer identification number and registering for social security and Workmen’s Compensation Fund with the Ministry of Labor can now all be completed at the one-stop shop.

The Department of Business Development also receives the work regulations and then forwards them to the Office of Labor Protection and Welfare of the Ministry of Labor at the district where the head office of the company is located. An employer with 10 or more regular employees must establish written rules and regulations (in Thai) that comply with the amendments of theLabor Protection Act B.E. 2541 on work performance. The regulations must be displayed at the work premises within 15 days of hiring 10 or more employees. This procedure takes 2–4 weeks.

Registration of the Company shall be made within 3 months of the day of the statutory meeting.
Please note that under the Civil and Commercial Code, Section 1111/1 provides that, for establishing the company, the director committee may require memorandum registration and company registration in the same day. If the promotors complete both steps in the same day, the required proceedings involving the memorandum promotors are as follows:

(1) To have the subscribers of all the shares registered in the company,
(2) Under Section 1108, to have a statutory meeting to consider any act of company, with all subscribers and all promotors presenting at the meeting and accepting such act in the statutory meeting,
(3) To have promotors transfer all business to the director committee; and
(4) To have the directors require every subscriber to pay the amount of shares under Section 1110 paragraph 2, and have such amount be fully paid.

The following documents, signed by the authorized directors of the company, are required for registration of the company:

(1) Application form;
(2) Articles of Association;
(3) List of shareholders;
(4) New director form signed by each director;
(5) Declaration of Business Operation form;
(6) List of company registration;
(7) Certified copies of the MOA and the Objectives;
(8) A certified copy of the Notice and Minutes of the Statutory Meeting; and
(9) Confirmation of payment of share capital (at least 25%) by all subscribers.

The promotors prepare the application for registration of the memorandum of association containing the details specified in procedure 2;
The first statutory meeting shall still be convened, provided that the notice to summon the first statutory meeting is not required;
The shareholders must pay at least 25% of the registered capital;
The promotors and authorized signatory director must sign the applications for registration of memorandum of association and for registration of incorporation, respectively, before Private Limited Companies Registrar, attorney at law, or auditor registered with the Registrar.

However, if the company has adopted complicated articles of association, the Registrar may take a few days to review the company's articles of association. In such case, the registration of company incorporation may be prolonged for a few days or more.

Within 60 days of incorporation, the company must obtain a taxpayer identification card. The same tax number appears on the VAT certificate and on the taxpayer identification card, which are normally obtained on the same date of application filing. However, the VAT certificate will be mailed separately to the company’s registered address. Businesses earning more than THB 1,800,000 per year must register for VAT within 30 days from the date the income was earned. The company must also file VAT returns within the 15th day of each month. This is required even if no income was derived in the proceeding month. VAT registration must be filed in person at the same office as for income tax registration.

Employers (with one or more employees) must register their employees for social security and workers’ compensation insurance at the Social Security Office, Ministry of Labor.

 1 day for registration and 21 days for the approval of the work regulations THB 750 (Fee for registration of memorandum of association, THB 500 minimum and THB 25,000 maximum for government fee and it shall be increased for THB 50 every THB 100,000 of initial capital) + THB 7,500 minimum (Fee for registration of the company, THB 5,000 minimum and THB 250,000 maximum for government fee and increased for THB 500 every THB 100,000 of initial capital)+ THB 200 (Stamp duty affixed on memorandum of association) + THB 200 (Stamp duty to be affixed on articles of association) + THB 100 (Certificate of Registration fee ) + THB 200 (Affidavit fee) + THB 50 per page for certification document fee.
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